0001785592falseLeafly Holdings, Inc. /DE00017855922024-07-252024-07-250001785592us-gaap:CommonStockMember2024-07-252024-07-250001785592us-gaap:WarrantMember2024-07-252024-07-25

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 25, 2024

 

 

Leafly Holdings, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-39119

84-2266022

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

113 Cherry Street

PMB 88154

 

Seattle, Washington

 

98104-2205

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 206 455-9504

 

 

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Common Stock

 

LFLY

 

The Nasdaq Stock Market LLC

Warrants

 

LFLYW

 

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

Item 5.07 Submission of Matters to a Vote of Security Holders.

The 2024 Annual Meeting of Stockholders of Leafly Holdings, Inc. (the “Company”) was held on July 25, 2024. On May 29, 2024, the record date for the Annual Meeting, there were 2,464,106 shares of the Company’s Class A common stock outstanding and entitled to vote, of which 55.91% were present for purposes of establishing a quorum. At that meeting, stockholders took the actions below with respect to the proposals described in the Company’s 2024 Annual Proxy Statement, filed on June 6, 2024. With respect to the three proposals put before the stockholders, the voting results were as follows:

Proposal 1 – Election of Two Class III Nominees to the Company’s Board of Directors

The following Class III directors were elected for a term of three years until the Company's 2027 Annual Meeting of Stockholders:

 

Nominee

 

Votes For

 

 

Withheld

 

 

Broker Non-Votes

 

 

 

 

 

 

 

 

 

 

 

Jeffrey Monat

 

 

593,146

 

 

 

74,224

 

 

 

710,491

 

Andres Nannetti

 

 

641,142

 

 

 

26,228

 

 

 

710,491

 

Proposal 2 – Ratification of the Appointment of Marcum LLP as the Company’s Independent Registered Public Accounting Firm for the 2024 Fiscal Year

The ratification of the appointment of Marcum LLP as the Company's independent registered public accounting firm for the year ending December 31, 2024 was approved by the following vote:

 

 

 

Votes For

 

 

Votes Against

 

 

Abstentions

 

 

 

 

 

 

 

 

 

 

 

Proposal 2

 

 

1,275,352

 

 

 

92,850

 

 

 

9,659

 

Proposal 3 – Approval of Adjournment

The proposal to approve one or more adjournments of the annual meeting, was approved by the following vote:

 

 

 

Votes For

 

 

Votes Against

 

 

Abstentions

 

 

 

 

 

 

 

 

 

 

 

Proposal 3

 

 

1,216,168

 

 

 

111,840

 

 

 

49,853

 

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

Leafly Holdings, Inc.

 

 

 

 

Date:

July 30, 2024

By:

/s/Suresh Krishnaswamy

 

 

 

Suresh Krishnaswamy, Chief Financial Officer

 

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Jul. 25, 2024
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Entity Registrant Name Leafly Holdings, Inc. /DE
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Entity Emerging Growth Company true
Entity File Number 001-39119
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Entity Tax Identification Number 84-2266022
Entity Address, Address Line One 113 Cherry Street
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Entity Address, City or Town Seattle
Entity Address, State or Province WA
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